Common use of Scheduled Borrowing Base Determinations Clause in Contracts

Scheduled Borrowing Base Determinations. At all times prior to the Termination Date the Effective Amount shall not exceed the Available Commitment then in effect. The initial Borrowing Base hereunder shall be that set forth on Appendix I until adjusted in accordance with Section 2.04(f) or otherwise redetermined. The Borrowing Base shall be redetermined by the Lenders in good faith and consistent with their usual and customary oil and gas lending criteria as they exist at the time for each Borrowing Base Period (each such determination a “Scheduled Borrowing Base Determination”) commencing on the date provided on Appendix I hereto, and effective as of the date set forth in such notice of redetermination. The Borrowing Base shall represent the determination by the Lenders, in accordance with the provisions herein contained and its lending practices then in effect for loans of this nature, of the loan value assigned to the proved Oil and Gas Properties evaluated in the most recently delivered Reserve Report and such other credit factors (including without limitation the assets, liabilities, cash flow, current Derivative Contracts, business, properties, prospects, management and ownership of Borrower) which the Lenders in good faith and consistent with their usual and customary oil and gas lending criteria as they exist at such time deem significant. In connection with each redetermination of the Borrowing Base, Administrative Agent shall recommend to the Lenders a new Borrowing Base and the Lenders in accordance with their customary policies and procedures for extending credit to Oil and Gas reserve-based customers shall (by unanimous agreement in the case of Borrowing Base increases and by agreement of the Required Lenders in the case of no change or decreases in the Borrowing Base) establish the redetermined Borrowing Base. If the Lenders or the Required Lenders, as the case may be, cannot agree on a Borrowing Base amount, the amount shall remain unchanged until such time as all Lenders or the Required Lenders, as the case may be, can agree on a new Borrowing Base amount. Such redetermination shall be given by notice to Borrower by the dates specified on Appendix I, or as soon thereafter as is reasonably practicable. If Borrower does not furnish the Reserve Reports or all such other information and data by the date required, the Lenders may nonetheless determine a new Borrowing Base.

Scheduled Borrowing Base Determinations. At all times prior to the Termination Date Final Maturity Date, the Effective Amount shall not exceed the Available Commitment Borrowing Base then in effect. The From and after the Effective Date, the initial Borrowing Base hereunder shall be that set forth on Appendix I until adjusted in accordance with Section 2.04(f) or otherwise redetermined. The $8,000,000, and the initial Borrowing Base Reduction Amount shall be $250,000, in each case until redetermined pursuant to the terms of this Section 2.05. Upon notice to the Company, the Borrowing Base and the Borrowing Base Reduction Amount shall be redetermined by the Lenders in good faith and consistent with their usual and customary oil and gas lending criteria as they exist at the time for each Borrowing Base Period (on each such determination a “Scheduled Borrowing Base Determination”) commencing on the date provided on Appendix I heretoDetermination Date, and each such redetermination shall be effective as of the date set forth in such notice of redetermination. The Borrowing Base and the Borrowing Base Reduction Amount shall represent the determination by the Lenders, in accordance with the provisions herein contained and its lending practices then in effect for loans of this nature, of be determined based upon the loan collateral value assigned to the proved Oil and Gas Mortgaged Properties evaluated in the most recently delivered Reserve Report and such other credit factors (including without limitation the assets, liabilities, cash flow, current Derivative Contracts, business, properties, prospects, management and ownership of Borrowerthe Company and the Guarantors) which the Lenders in good faith and consistent with their usual and customary oil and gas lending criteria as they exist at such time deem significant. In connection with The Lenders’ determination of the Borrowing Base and the Borrowing Base Reduction Amount shall be in their sole discretion and shall not be subject to review or challenge under Sections 11.18 and 11.19 hereof. Upon each redetermination of the Borrowing BaseBase and the Borrowing Base Reduction Amount, the Administrative Agent shall recommend to the Lenders a new Borrowing Base and a new Borrowing Base Reduction Amount and the Lenders in accordance with their customary policies and procedures for extending credit to Oil and Gas reserve-based customers shall (by unanimous agreement in the case of Borrowing Base increases or Borrowing Base Reduction Amount decreases and by agreement of the Required Super-Majority Lenders in the case of no change Borrowing Base decreases or decreases in the affirmations or Borrowing BaseBase Reduction Amount increases or affirmations) establish the redetermined Borrowing BaseBase and Borrowing Base Reduction Amount. If the Lenders or the Required Lenders, as the case may be, cannot agree on a Borrowing Base amount, the amount shall remain unchanged until such time as all Lenders or the Required Lenders, as the case may be, can agree on a new Borrowing Base amount. Such redetermination shall be given by notice to Borrower by the dates specified on Appendix I, or as soon thereafter as is reasonably practicable. If Borrower Company does not furnish the Reserve Reports or all such other information and data by the date required, the Lenders may nonetheless determine a new Borrowing BaseBase and Borrowing Base Reduction Amount. It is expressly understood that the Lenders shall have no obligation to determine the Borrowing Base or the Borrowing Base Reduction Amount at any particular amount, either in relation to the Maximum Loan Amount or otherwise.

Scheduled Borrowing Base Determinations. At Subject to Section 2.16(c), at all times prior to the Termination Maturity Date the Effective Amount shall not exceed the Available Commitment Borrowing Base then in effecteffect (it being understood that failure to comply with this sentence shall not constitute a Default or Event of Default, but instead the Borrower shall be subject to the requirements of such Section 2.16(c)). The initial Borrowing Base hereunder shall be that $30,000,000.00 until redetermined as set forth on Appendix I until adjusted in accordance with A and this Section 2.04(f) or otherwise redetermined2.16 (each, a “Scheduled Borrowing Base Determination”). The Borrowing Base shall be redetermined by Administrative Agent and the Lenders in good faith and consistent with their usual and customary oil and gas lending criteria as they exist at the time for each Borrowing Base Period (each such determination a “Scheduled Borrowing Base Determination”) commencing on the date provided on Appendix I heretosole discretion, and effective as of the date set forth in such notice of redetermination. The Borrowing Base shall represent the determination by Administrative Agent and the Lenders, in accordance with the provisions herein contained and its lending practices then in effect for loans of this naturetheir sole discretion, of the loan value assigned to the proved Oil and Gas Properties evaluated in the most recently delivered Reserve Report and such other credit factors (including without limitation the assets, liabilities, cash flow, current Derivative ContractsSwap Agreements, business, properties, prospects, management and ownership of Borrowerthe Credit Parties) which Administrative Agent and the Lenders in good faith and consistent with their usual and customary oil and gas lending criteria as they exist at such time sole discretion deem significant. In connection with each redetermination of the Borrowing Base, Administrative Agent shall recommend to the Lenders a new Borrowing Base and Administrative Agent and the Lenders in accordance with their customary policies and procedures for extending credit to Oil and Gas reserve-based customers sole discretion shall (by unanimous agreement in the case of Borrowing Base increases and by agreement of Administrative Agent and the Required Lenders in the case of no change or decreases in the Borrowing Base) establish the redetermined Borrowing Base. If Administrative Agent and all the Lenders (for an increase) or Administrative Agent and the Required LendersLenders (for no change or a decrease), as the case may be, cannot agree on a Borrowing Base amount, the amount shall remain unchanged until such time as Administrative Agent and all Lenders (for an increase) or Administrative Agent and the Required LendersLenders (for no change or a decrease), as the case may be, can agree on a new Borrowing Base amount. Such redetermination shall be given by notice to Borrower by the dates specified on Appendix IA, or as soon thereafter as is reasonably practicable. If Borrower does not furnish the Reserve Reports or all such other information and data by the date required, Administrative Agent and the Lenders may nonetheless determine a new Borrowing Base. Notwithstanding any of the foregoing and unless a Special Event has occurred and is continuing, (i) there shall be no Scheduled Borrowing Base Determination until the first anniversary of the Closing Date and (ii) no Scheduled Borrowing Base Determination shall cause Borrower to not receive Committed Well Set Funds.

Scheduled Borrowing Base Determinations. At all times prior to (i) Until the Termination Date the Effective Amount shall not exceed the Available Commitment then in effect. The initial Initial Borrowing Base hereunder Termination Date, the Borrowing Base shall equal the Initial Borrowing Base Amount, as the same may be that set forth on Appendix I until adjusted in accordance with Section 2.04(f). From and after the Initial Borrowing Base Termination Date, the Borrowing Base shall be the amount determined from time to time in accordance with this Section 2.04. (ii) or otherwise redetermined. The From and after the Initial Borrowing Base Termination Date, the Borrowing Base shall be redetermined by the Revolving Lenders in good faith and consistent with their usual and customary oil and gas lending criteria as they exist at the time for each Borrowing Base Period (each such determination determination, a “Scheduled Borrowing Base Determination”) commencing on the date provided on Appendix I hereto), and effective as of the date set forth in such notice of redetermination. . (iii) The Borrowing Base shall represent the determination by the Revolving Lenders, in accordance with the provisions herein contained and its each such Revolving Lender’s lending practices then in effect for loans of this naturenature (including, for the avoidance of doubt, each such Revolving Lender’s consideration of the impact of Derivative Transactions), of the loan value assigned to the proved Oil and Gas Properties Proved Reserves evaluated in the most recently delivered Reserve Report and such other credit factors (including without limitation the assets, liabilities, cash flow, current Derivative Contracts, business, properties, prospects, management and ownership of Borrower) which the Lenders that such Revolving Lender, in good faith and consistent with their its respective usual and customary oil and gas lending criteria as they exist at such time deem time, deems significant. In connection with . (iv) Each Scheduled Borrowing Base Determination, each Special Borrowing Base Determination and each redetermination pursuant to the Section 2.04(f)(ii) or Section 2.04(f)(iii) shall be effectuated as follows: Upon receipt by the Administrative Agent of (A) the Reserve Report and the Reserve Report Certificate required to be delivered by the Borrower to the Administrative Agent, in the case of a Scheduled Borrowing BaseBase Determination, pursuant to Section 7.02(c)(i) and Section 7.02(c)(ii), and, in the case of a Special Borrowing Base Determination and each redetermination in accordance with Section 2.04(f)(ii) or Section 2.04(f)(iii), pursuant to Section 7.02(c)(iii), (B) such other reports, data and supplemental information, including, the information provided pursuant to Section 7.02(h), as may, from time to time, be reasonably requested by the Required Lenders (the Reserve Report, such certificate and such other reports, data and supplemental information being the “Engineering Reports”), and (C) if applicable, a Derivative Cancellation Notice, the Administrative Agent shall recommend to evaluate the Lenders information contained in the Engineering Reports and Derivative Cancellation Notice, if any, and shall propose a new Borrowing Base (all such amounts being the “Proposed Borrowing Base”) based upon such information and such other information (including, the status of title information with respect to the Oil and Gas Properties as described in the Engineering Reports and the existence of any other Indebtedness) as the Administrative Agent deems appropriate in its sole discretion and consistent with its normal oil and gas lending criteria as it exists at the particular time. In no event shall the Proposed Borrowing Base exceed the Aggregate Commitment Amount. (v) The Administrative Agent shall notify the Borrower and the Lenders in accordance with their customary policies and procedures for extending credit to Oil and Gas reserve-based customers shall (by unanimous agreement in of the case of Proposed Borrowing Base increases and by agreement of (the Required Lenders in the case of no change or decreases in the Borrowing Base) establish the redetermined Borrowing Base. If the Lenders or the Required Lenders, as the case may be, cannot agree on a “Proposed Borrowing Base amount, the amount shall remain unchanged until such time as all Lenders or the Required Lenders, as the case may be, can agree on a new Borrowing Base amount. Such redetermination shall be given by notice to Borrower by the dates specified on Appendix I, or as soon thereafter as is reasonably practicable. If Borrower does not furnish the Reserve Reports or all such other information and data by the date required, the Lenders may nonetheless determine a new Borrowing Base.Notice”):

Scheduled Borrowing Base Determinations. At all times prior to the Termination Date Date, the Effective Amount shall not exceed the Available Commitment then in effect. The initial Borrowing Base hereunder shall be that set forth on Appendix I until adjusted in accordance with Section 2.04(f) or otherwise redetermined. The Borrowing Base shall be redetermined by the Lenders in good faith and consistent with their usual and customary oil and gas lending criteria as they exist at the time for each Borrowing Base Period (each such determination a “Scheduled Borrowing Base Determination”) commencing on the date provided on Appendix I hereto, and effective as of the date set forth in such notice of redetermination. The Borrowing Base shall represent the determination by the Lenders, in accordance with the provisions herein contained and its lending practices then in effect for loans of this nature, of the loan value assigned to the proved Oil and Gas Properties evaluated in the most recently delivered Reserve Report and such other credit factors (including without limitation the assets, liabilities, cash flow, current Derivative Contracts, business, properties, prospects, management and ownership of Borrower) which the Lenders Lenders, in good faith and consistent with their usual and customary oil and gas lending criteria as they exist at such time time, deem significant. In connection with each redetermination of the Borrowing Base, Administrative Agent shall recommend to the Lenders a new Borrowing Base and the Lenders in accordance with their customary policies and procedures for extending credit to Oil and Gas reserve-based customers shall (by unanimous agreement in the case of Borrowing Base increases and by agreement of the Required Lenders in the case of no change or decreases in the Borrowing Base) establish the redetermined Borrowing Base. If the Lenders or the Required Lenders, as the case may be, cannot agree on a Borrowing Base amount, the amount shall remain unchanged until such time as all Lenders or the Required Lenders, as the case may be, can agree on a new Borrowing Base amount. If any Lender shall fail to respond to Administrative Agent’s recommended Borrowing Base within the requisite period for response, such Lender shall be deemed to have approved such recommendation. Such redetermination shall be given by notice to Borrower by the dates specified on Appendix I, or as soon thereafter as is reasonably practicable. If Borrower does not furnish the Reserve Reports or all such other information and data by the date required, the Lenders may nonetheless determine a new Borrowing Base.